Exit any programs you may have running, especially existing copies of MATLAB.
Make sure you have the Personal License Password (PLP) that you received from The MathWorks via e-mail when you purchased your software. If you don't have your PLP, see Product Licensing for more information.
Make sure your system satisfies the requirements of the software you intend to install. For more information, see System Requirements.
Get administrator privileges if you are installing MATLAB on Microsoft Windows NT, Windows 2000, or Windows XP systems.
Standard Installation Procedure for Windows Systems